Related provisions for COBS 12.2.5A

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COBS 7.2.1RRP
(1) Prior to the conclusion of any initial life policy and, if necessary, on amendment or renewal, a firm must provide a client with at least the following information:(a) its name and address;(b) the fact that it is registered on the Financial Services Register and its Firm Reference Number3 (or, if it is not on the Financial Services Register, the register in which it has been included and the means for verifying that it has been registered);3(c) whether it has a direct or indirect
COBS 7.2.2GRP
1A firm will satisfy elements of the requirement immediately above if it provides a services and costs disclosure document or a combined initial disclosure document2 to a client (see COBS 6.3).2
COBS 7.2.2BGRP
2A firm may provide a services and costs disclosure document or a combined disclosure document to a client who buys a non-advised life policy.
COBS 7.2.3RRP
When a firm informs a client that it gives advice on the basis of a fair analysis of the market, it must give that advice on the basis of an analysis of a sufficiently large number of life policies available on the market to enable the firm to make a recommendation, in accordance with professional criteria, regarding which life policy would be adequate to meet the client's needs. [Note: article 12(2) of the Insurance Mediation Directive]
COBS 7.2.4RRP
(1) Prior to the conclusion of any specific life policy, a firm must at least specify, in particular on the basis of the information provided by the client, the demands and needs of that client. Those demands and needs must be modulated according to the complexity of the relevant policy.(2) This rule does not apply when a firm makes a personal recommendation in relation to a life policy. [Note: article 12(3) of the Insurance Mediation Directive]
COBS 7.2.5GRP
Firms are reminded that they are obliged to take reasonable steps to ensure that a personal recommendation is suitable for the client and that, whenever a personal recommendation relates to a life policy, a suitability report is required (COBS 9).
COBS 7.2.6RRP
All information to be provided to a client in accordance with the rules in this chapter must be communicated:(1) in a durable medium available and accessible to the client;(2) in a clear and accurate manner, comprehensible to the client; and(3) in an official language of the State of the commitment or in any other language agreed by the parties. [Note: article 13(1) of the Insurance Mediation Directive]
COBS 7.2.7RRP
In the case of telephone selling, the prior information given to a client must be in accordance with the distance marketing disclosure rules (COBS 5.1). Moreover, information must be provided to the client in accordance with the means of communication to clients rule (COBS 7.2.6 R) immediately after the conclusion of the life policy. [Note: article 13(3) of the Insurance Mediation Directive]
COBS 7.2.8RRP
The information referred to in the means of communication to clients rule (COBS 7.2.6 R) may be provided orally where the client requests it, or where immediate cover is necessary. In those cases, the information must be provided to the client in accordance with that rule immediately after the conclusion of the life policy. [Note: article 13(2) of the Insurance Mediation Directive]
COBS 4.12.3RRP
(1) 3A firm must not communicate or approve an invitation or inducement to participate in, acquire, or underwrite a non-mainstream pooled investment where that invitation or inducement is addressed to or disseminated in such a way that it is likely to be received by a retail client. (2) The restriction in (1) is subject to COBS 4.12.4 R and does not apply to units in unregulated collective investment schemes, which are subject to a statutory restriction on promotion in section
COBS 4.12.4RRP
  1. (1)

    3The restriction in COBS 4.12.3 R does not apply if the promotion falls within an exemption in the table in (5) below.

  2. (2)

    A firm may communicate an invitation or inducement to participate in an unregulated collective investment scheme without breaching the restriction on promotion in section 238 of the Act if the promotion falls within an exemption in the table in (5) below.

  3. (3)

    Where the middle column in the table in (5) refers to promotion to a category of person, this means that the invitation or inducement:

    1. (a)

      is made only to recipients who the firm has taken reasonable steps to establish are persons in that category; or

    2. (b)

      is directed at recipients in a way that may reasonably be regarded as designed to reduce, so far as possible, the risk of participation in, acquisition or underwriting of the non-mainstream pooled investment by persons who are not in that category.

  4. (4)

    A firm may rely on more than one exemption in relation to the same invitation or inducement.

  5. (5)

    Title of Exemption

    Promotion to:

    Promotion of a non-mainstream pooled investment which is:

    1. Replacement products and rights issues

    A person who already participates in, owns, holds rights to or interests in, a non-mainstream pooled investment that is being liquidated or wound down or which is undergoing a rights issue. [See Note 1.]

    1. A non-mainstream pooled investment which is intended by the operator or manager to absorb or take over the assets of that non-mainstream pooled investment, or which is being offered by the operator or manager of that non-mainstream pooled investment as an alternative to cash on its liquidation;

    or

    2. Securities offered by the existing non-mainstream pooled investment as part of a rights issue.

    2. Certified high net worth investors

    An individual6 who meets the requirements set out in COBS 4.12.6 R, or a person (or persons) legally empowered to make investment decisions on behalf of such individual6.

    Any non-mainstream pooled investment the firm considers is likely to be suitable for that individual6, based on a preliminary assessment of the client's profile and objectives.

    [See COBS 4.12.5G (2).]

    3. Enterprise and charitable funds

    A person who is eligible to participate or invest in an arrangement constituted under:

    (1) the Church Funds Investment Measure 1958;

    (2) section 96 5or 100 of the Charities Act 2011;

    (3) section 25 of the Charities Act (Northern Ireland) 1964;

    (4) the Regulation on European Venture Capital Funds (‘EuVECAs’); or

    (5) the Regulation on European Social Entrepreneurship Funds (‘EuSEFs’).

    Any non-mainstream pooled investment which is such an arrangement.

    4. Eligible employees

    An eligible employee, that is, a person who is:

    (1) an officer;

    (2) an employee;

    (3) a former officer or employee; or

    (4) a member of the immediate family of any of (1) - (3), of an employer which is (or is in the same group as) the firm, or which has accepted responsibility for the activities of the firm in carrying out the designated investment business in question.

    1. A non-mainstream pooled investment, the instrument constituting which:

    A. restricts the property of the non-mainstream pooled investment, apart from cash and near cash, to:

    (1) (where the employer is a company) shares in and debentures of the company or any other connected company; [See Note 2.]

    (2) (in any case), any property, provided that the non-mainstream pooled investment takes the form of:

    (i) a limited partnership, under the terms of which the employer (or connected company) will be the unlimited partner and the eligible employees will be some or all of the limited partners; or

    (ii) a trust which the firm reasonably believes not to contain any risk that any eligible employee may be liable to make any further payments (other than charges) for investment transactions earlier entered into, which the eligible employee was not aware of at the time he entered into them; and

    B. (in a case falling within A(1) above) restricts participation in the non-mainstream pooled investment to eligible employees, the employer and any connected company.

    2. Any non-mainstream pooled investment, provided that the participation of eligible employees is to facilitate their co-investment:

    (i) with one or more companies in the same group as their employer (which may include the employer); or

    (ii) with one or more clients of such a company.

    5. Members of the Society of Lloyd’s

    A person admitted to membership of the Society of Lloyd's or any person by law entitled or bound to administer his affairs.

    A scheme in the form of a limited partnership which is established for the sole purpose of underwriting insurance business at Lloyd's.

    6. Exempt persons

    An exempt person (other than a person exempted only by section 39 of the Act (Exemption of appointed representatives)) if the financial promotion relates to a regulated activity in respect of which the person is exempt from the general prohibition.

    Any non-mainstream pooled investment.

    7. Non-retail clients

    An eligible counterparty or a professional client.

    Any non-mainstream pooled investment in relation to which the client is categorised as a professional client or eligible counterparty.

    [See Note 4.]

    8. Certified sophisticated investors

    An individual6 who meets the requirements set out in COBS 4.12.7 R, including an individual who is legally empowered (solely or jointly with others) to make investment decisions on behalf of another person who is the firm'sclient6.

    Any non-mainstream pooled investment.

    9. Self-certified sophisticated investors

    An individual6 who meets the requirements set out in COBS 4.12.8 R, including an individual who is legally empowered (solely or jointly with others) to make investment decisions on behalf of another person who is the firm'sclient6.

    Any non-mainstream pooled investment the firm considers is likely to be suitable for that client, based on a preliminary assessment of the client's profile and objectives.

    [See COBS 4.12.5G (2)]

    10. Solicited advice

    Any person.

    Any non-mainstream pooled investment, provided the communication meets all of the following requirements:

    (a) the communication only amounts to a financial promotion because it is a personal recommendation on a non-mainstream pooled investment;

    (b) the personal recommendation is made following a specific request by that client for advice on the merits of investing in the non-mainstream pooled investment; and

    (c) the client has not previously received a financial promotion or any other communication from the firm (or from a person connected to the firm) which is intended to influence the client in relation to that non-mainstream pooled investment. [See Note 3.]

    11. Excluded communications

    Any person.

    Any non-mainstream pooled investment, provided the financial promotion is an excluded communication.

    [See COBS 4.12.12 G and COBS 4.12.13 G.]

    12. Non-recognised UCITS

    Any person.

    Any EEA UCITS scheme which is not a recognised scheme, provided the following requirements are met:

    (1) the firm considers it is likely to be suitable for that client based on a preliminary assessment of the client's profile and objectives; and

    (2) the firm provides that client with the same product information as it would be required to provide by COBS 14.2 if the scheme was a recognised scheme.

    [See COBS 4.12.5G (2).]

    13. US persons

    A person who is classified as a United States person for tax purposes under United States legislation or who owns a US qualified retirement plan.

    Any investment company registered and operated in the United States under the Investment Company Act 1940.

    The following Notes explain certain words and phrases used in the table above.

    Note 1

    Promotion of non-mainstream pooled investments to a category of person includes any nominee company acting for such a person.

    Note 2

    A company is 'connected' with another company if:

    • they are both in the same group; or
    • one company is entitled, either alone or with another company in the same group, to exercise or control the exercise of a majority of the voting rights attributable to the share capital, which are exercisable in all circumstances at any general meeting of the other company or of its holding company.

    Note 3

    A person is connected with a firm if it acts as an introducer or appointed representative for that firm or if it is any other person, regardless of authorisation status, who has a relevant business relationship with the firm.

    Note 4

    In deciding whether a promotion is permitted under the rules of this section or under section 238 of the Act, firms may use the client categorisation regime that applies to business other than MiFID or equivalent third country business. (This is the case even if the firm will be carrying on a MiFID activity at the same time as or following the promotion.)
COBS 4.12.5GRP
(1) 3Where a firm communicates any promotion of a non-mainstream pooled investment in the context of advice, it should have regard to and comply with its obligations under COBS 9. Firms should also be mindful of the appropriateness requirements in COBS 10 which apply to a wide range of non-advised services.(2) (a) A firm which wishes to rely on exemptions 2 (certified high net worth investors), 9 (self-certified sophisticated investors) or 12 (non-recognised UCITS), as provided
COBS 4.12.6RRP
3A certified high net worth investor is an individual who has signed, within the period of twelve months ending with the day on which the communication is made, a statement in the following terms:“HIGH NET WORTH INVESTOR STATEMENTI make this statement so that I can receive promotional communications which are exempt from the restriction on promotion of non-mainstream pooled investments. The exemption relates to certified high net worth investors and I declare that I qualify as
COBS 4.12.7RRP
A certified sophisticated investor is an individual:(1) who has a written certificate signed within the last 36 months by a firm confirming he has been assessed by that firm as sufficiently knowledgeable to understand the risks associated with engaging in investment activity in non-mainstream pooled investments; and(2) who has signed, within the period of twelve months ending with the day on which the communication is made, a statement in the following terms:“SOPHISTICATED INVESTOR
COBS 4.12.8RRP
3A self-certified sophisticated investor is an individual who has signed, within the period of twelve months ending with the day on which the communication is made, a statement in the following terms:“SELF-CERTIFIED SOPHISTICATED INVESTOR STATEMENTI declare that I am a self-certified sophisticated investor for the purposes of the restriction on promotion of non-mainstream pooled investments. I understand that this means:(i) I can receive promotional communications made by a person
COBS 4.12.9GRP
(1) 3A firm which wishes to rely on any of the certified high net worth investor exemptions (see Part I of the Schedule to the Promotion of Collective Investment Schemes Order, Part I of Schedule 5 to the Financial Promotions Order and COBS 4.12.6 R) should have regard to its duties under the Principles and the client's best interests rule. In particular, the firm should take reasonable steps to ascertain that the retail client does, in fact, meet the income and net assets criteria
COBS 4.12.10GRP
(1) 3A firm which is asked to or proposes to assess and certify a retail client as a certified sophisticated investor (see article 23 of the Promotion of Collective Investment Schemes Order, article 50 of the Financial Promotions Order and COBS 4.12.7 R) should have regard to its duties under the Principles and the client's best interests rule. In particular, the firm should carry out that assessment with due skill, care and diligence, having regard to the generally complex nature
COBS 4.12.11GRP
(1) 3A firm which wishes to rely on any of the self-certified sophisticated investor exemptions (see Part II of the Schedule to the Promotion of Collective Investment Schemes Order, Part II of Schedule 5 to the Financial Promotions Order and COBS 4.12.8 R) should have regard to its duties under the Principles and the client's best interests rule. In particular, the firm should consider whether the promotion of the non-mainstream pooled investment is in the interests of the client
COBS 4.12.12GRP
(1) 3A firm which wishes to rely on one of the one-off promotion exemptions provided by the Promotion of Collective Investment Schemes or the Financial Promotion Order to promote a non-mainstream pooled investment to a retail client should have regard to its duties under the Principles and the client's best interests rule. In particular, the firm should consider whether the promotion of the non-mainstream pooled investment is in the interests of the client and whether it is fair
COBS 4.12.13GRP
(1) 3A firm which wishes to rely on the excluded communications exemption in COBS 4.12.4R (5) to promote units in a qualified investor scheme to a retail client should have regard to its duties under the Principles and the client's best interests rule. (2) As explained in COLL 8.1, qualified investor schemes are intended only for professional clients and retail clients who are sophisticated investors. Firms should note that, in the FCA's view, promotion of units in a qualified
COBS 4.12.14GRP
7In this section: (1) any requirement that a document is signed may be satisfied by an electronic signature or electronic evidence of assent; and(2) any references to writing should be construed in accordance with GEN 2.2.14R and its related guidance provisions.
COBS 2.4.1RRP
This section applies to a firm that is conducting designated investment business or ancillary activities or, in the case of MiFID or equivalent third country business, other ancillary services.
COBS 2.4.2GRP
This section is not relevant to the question of who is the firm's counterparty for prudential purposes and it does not 2affect any obligation a firm may owe to any other person under the general law.
COBS 2.4.3RRP
(1) If a firm (F) is aware that a person (C1) with or for whom it is providing services is acting as agent for another person (C2) in relation to those services, C1, and not C2, is the client of F in respect of that business.(2) Paragraph (1) does not apply if:(a) F has agreed with C1 in writing to treat C2 as its client; or(b) C1 is neither a firm nor an overseas financial services institution1 and the main purpose of the arrangements between the parties is the avoidance of duties
COBS 2.4.4RRP
(1) This rule applies if a firm (F1), in the course of performing MiFID or equivalent third country business, receives an instruction to perform an investment or ancillary service on behalf of a client (C) through another firm (F2), if F2 is:(a) a MiFID investment firm or a third country investment firm; or(b) an investment firm that is:(i) a firm or authorised in another EEA State; and(ii) subject to equivalent relevant requirements.(2) F1 may rely upon:(a) any information about
COBS 2.4.5GRP
(1) If F1 is required to perform a suitability assessment or an appropriateness assessment under COBS 9 or COBS 10, it may rely upon a suitability assessment performed by F2, if F2 was subject to the requirements for assessing suitability in COBS 9 (excluding the basic advicerules) or equivalent requirements in another EEA State in performing that assessment.(2) If F1 is required to perform an appropriateness assessment under COBS 10, it may rely upon an appropriateness assessment
COBS 2.4.6RRP
(1) This rule applies if the rule on reliance on other investment firms (COBS 2.4.4 R) does not apply.(2) A firm will be taken to be in compliance with any rule in this sourcebook that requires it to obtain information to the extent it can show it was reasonable for it to rely on information provided to it in writing by another person.
COBS 2.4.7ERP
(1) In relying on COBS 2.4.6 R, a firm should take reasonable steps to establish that the other person providing written information is not connected with the firm and is competent to provide the information.(2) Compliance with (1) may be relied upon as tending to establish compliance with COBS 2.4.6 R.(3) Contravention of (1) may be relied upon as tending to establish contravention of COBS 2.4.6 R.
COBS 2.4.8GRP
It will generally be reasonable (in accordance with COBS 2.4.6R (2)) for a firm to rely on information provided to it in writing by an unconnected authorised person or a professional firm, unless it is aware or ought reasonably to be aware of any fact that would give reasonable grounds to question the accuracy of that information.
COBS 2.4.9RRP
Any information that a rule in COBS or CASS requires to be sent to a client may be sent to another person on the instruction of the client so long as the recipient is not connected to the firm.
COBS 2.4.10RRP
In the case of business that is not MiFID or equivalent third country business, if a rule in COBS or CASS requires information to be sent to a client, a firm need not send that information so long as it takes reasonable steps to establish that it has been or will be supplied by another person.
COBS 10.2.1RRP
(1) When providing a service to which this chapter applies, a firm must ask the client to provide information regarding his knowledge and experience in the investment field relevant to the specific type of product or service offered or demanded so as to enable the firm to assess whether the service or product envisaged is appropriate for the client.(2) When assessing appropriateness, a firm:(a) must determine whether the client has the necessary experience and knowledge in order
COBS 10.2.2RRP
The information regarding a client's knowledge and experience in the investment field includes, to the extent appropriate to the nature of the client, the nature and extent of the service to be provided and the type of product or transaction envisaged, including their complexity and the risks involved, information on:(1) the types of service, transaction and designated investment with which the client is familiar;(2) the nature, volume, frequency of the client's transactions in
COBS 10.2.3RRP
A firm must not encourage a client not to provide information required for the purposes of its assessment of appropriateness. [Note: article 37(2) of the MiFID implementing Directive]
COBS 10.2.4RRP
A firm is entitled to rely on the information provided by a client unless it is aware that the information is manifestly out of date, inaccurate or incomplete. [Note: article 37(3) of the MiFID implementing Directive]
COBS 10.2.5GRP
When assessing appropriateness, a firm may use information it already has in its possession.
COBS 10.2.6GRP
Depending on the circumstances, a firm may be satisfied that the client's knowledge alone is sufficient for him to understand the risks involved in a product or service. Where reasonable, a firm may infer knowledge from experience.
COBS 10.2.7GRP
If, before assessing appropriateness, a firm seeks to increase the client's level of understanding of a service or product by providing information to him, relevant considerations are likely to include the nature and complexity of the information and the client's existing level of understanding.
COBS 10.2.8GRP
If a firm is satisfied that the client has the necessary experience and knowledge in order to understand the risks involved in relation to the product or service, there is no duty to communicate this to the client. If the firm does so, it must not do so in a way that amounts to making a personal recommendation unless it complies with the rules in COBS 9 on suitability.
COBS 20.4.1RRP
A firm must:(1) on request, provide its PPFM, or the PPFM applicable to specified with-profits funds:(a) free of charge to its with-profits policyholders; or(b) for a reasonable charge to any person who is not its with-profits policyholder; and(2) if the firm publishes its PPFM on its website, prominently signpost its location there.
COBS 20.4.2RRP
A firm must send its with-profits policyholders who are affected by any change in its PPFM, written notice, setting out any:(1) proposed changes to the with-profits principles, three months in advance of the effective date; and(2) changes to the with-profits practices, within a reasonable time.
COBS 20.4.3RRP
A firm need not give the notice required if the change to its PPFM:(1) is necessary to correct an error or omission; or(2) would improve clarity or presentation without materially affecting the PPFM's substance; or(3) is immaterial.
COBS 20.4.4RRP
In relation to any with-profits policyholder where the state of the commitment is2 the United Kingdom, an EEA insurer must:2(1) provide the information necessary to enable that policyholder properly to understand the insurer's commitment under the policy;2(2) ensure that the information provided is not narrower in scope or less detailed in content than the information required to be provided in the PPFM produced by a firm subject to COBS 20.3;2 and2(3) send the policyholder who
COBS 20.4.7RRP
A firm must produce an annual report to its with-profits policyholders, which must:(1) state whether, throughout the financial year to which the report relates, the firm believes it has complied with its obligations relating to its PPFM and setting out its reasons for that belief;(2) address all significant relevant issues, including the way in which the firm has:(a) exercised, or failed to exercise, any discretion that it has in the conduct of its with-profits business; and(b)
COBS 20.4.8GRP
The following documents should be annexed to the annual report in this section:(1) the report to with-profits policyholders made by a with-profits actuary in respect of each financial year (see SUP 4.3.16AR(4)); and(2) any statement or report provided by the person or committee who provides the independent judgement under the firm's governance arrangements for its with-profits business.
COBS 20.4.9GRP
In preparing the annual report to with-profits policyholders, a firm should take advice from a with-profits actuary.
COBS 20.4.10GRP
A firm should make the annual report available to with-profits policyholders within six months of the end of the financial year to which it relates. A firm should notify its with-profits policyholders in any annual statements how copies of the report can be obtained.
COBS 3.6.1RRP
(1) An eligible counterparty is a client that is either a per se eligible counterparty or an elective eligible counterparty.(2) A1client can only be an eligible counterparty in relation to eligible counterparty business (PRIN 1 Annex 1 R is an exception to this).1 [Note: article 24(1) of MiFID]
COBS 3.6.2RRP
Each of the following is a per se eligible counterparty (including an entity that is not from an EEA state that is equivalent to any of the following) unless and to the extent it is given a different categorisation under this chapter:(1) an investment firm;(2) a credit institution;(3) an insurance company;(4) a collective investment scheme authorised under the UCITS Directive or its management company;(5) a pension fund or its management company;(6) another financial institution
COBS 3.6.3GRP
For the purpose of COBS 3.6.2 R (6), a financial institution includes regulated institutions in the securities, banking and insurance sectors.
COBS 3.6.4RRP
A firm may treat a client as an elective eligible counterparty if:(1) the client is an undertaking and:(a) is a per se professional client (except for a client that is only a per se professional client because it is an institutional investor under COBS 3.5.2 R (5)) and, in relation to business other than MiFID or equivalent third country business:1(i) is a body corporate (including a limited liability partnership) which has (or any of whose holding companies or subsidiaries has)
COBS 3.6.5GRP
The categories of elective eligible counterparties include an equivalent undertaking that is not from an EEA State provided the above conditions and requirements are satisfied.
COBS 3.6.6RRP
A firm may obtain a prospective counterparty's confirmation that it agrees to be treated as an eligible counterparty either in the form of a general agreement or in respect of each individual transaction. [Note: second paragraph of article 24(3) of MiFID]
COBS 3.6.7RRP
In the case of MiFID or equivalent third country business, in the event of a transaction where the prospective counterparties are located in different EEA States, the firm shall defer to the status of the other undertaking as determined by the law or measures of the EEA State in which that undertaking is established. [Note: first paragraph of article 24(3) of MiFID]
COBS 21.2.1RRP
For the purposes of determining policyholder benefits, a1firm must ensure that the values of its permitted links are determined fairly and accurately.1
COBS 21.2.1ARRP
1An insurer must not contract to provide benefits under linked long-term contracts of insurance that are determined wholly or partly, directly or indirectly, by reference to fluctuations in any index or wholly or partly by reference to the value of, or the income from, or fluctuations in the value of, property other than in accordance with the rules in this section.
COBS 21.2.1BGRP
1Insurers other than EEAinsurers effecting linked long-term contracts of insurance are obliged to comply with the requirements on investments in the PRA Rulebook Solvency II Firms Investments.
COBS 21.2.4RRP
A firm must notify its linked policyholders of the risk profile and investment strategy for the linked fund:(1) at inception, and(2) before making any material changes.
COBS 21.2.4ARRP
1A firm that has entered into a reinsurance contract in respect of its linked long-term insurance business must nevertheless discharge its responsibilities under its linked long-term insurance contracts, as if no reinsurance contract had been effected.
COBS 21.2.4BGRP
To comply with the requirements of COBS 21.2.4A R, a firm should:(1) disclose to policyholders the implications of any credit-risk exposure they may face in relation to the solvency of the reinsurer; and(2) suitably monitor the way the reinsurer manages the business in order to discharge its continuing responsibilities to policyholders.
COBS 21.2.8RRP
A firm must notify the FCA1 in writing as soon as it becomes aware of any failure to meet the requirements of COBS 21, or of the PRA Rulebook Solvency II Firms Investments or the PRA Rulebook: Non-Solvency II firm sector2 to the extent applicable to linked long-term contracts of insurance.111
COBS 21.2.9GRP
In considering what action to take in response to written notification of a failure to meet the requirements of this section, the FCA2 will have regard to the extent to which the relevant circumstances are exceptional and temporary and to any other reasons for the failure.
COBS 9.1.1RRP
1This chapter applies to a firmwhich makes a personal recommendation in relation to a designated investment.32
COBS 9.1.2RRP
If a firm makes a personal recommendation in relation to a stakeholder product, other than in the course of MiFID or equivalent third country business, it may choose to give basic advice under the rules in section 9.6 of this chapter instead of the rules in the remainder of this chapter.
COBS 9.1.3RRP
This chapter applies to a firm which manages investments.
COBS 9.1.3AGRP
3This chapter does not apply to a firm which manages investments when that firm takes a decision to trade for a client and that decision relates to a P2P agreement. This is because the regulated activity of managing investments does not extend to the management of assets where those assets are P2P agreements.
COBS 9.1.5RRP
If the firm makes a personal recommendation to a professional client to take out a life policy, this chapter applies only those rules which implement the requirements of the Insurance Mediation Directive.
COBS 9.1.6GRP
If a rule implements a requirement of the Insurance Mediation Directive, a Note follows the rule indicating which provision is being implemented. COBS 7 (Insurance mediation) contains further rules implementing the Insurance Mediation Directive.
COBS 9.1.7GRP
The effect of these application rules and the fact that the Insurance Mediation Directive does not apply to an insurer (unless it is involved in mediation activities) is that this chapter does not apply to an insurer when it is making a personal recommendation to a professional client to take out a life policy.
COBS 9.1.8GRP
For a firm making personal recommendations in relation to pensions, COBS 19 contains additional provisions relevant to assessing suitability and the contents of suitability reports.
COBS 9.1.9GRP
COBS 7 (Insurance mediation) contains requirements relating to the basis on which certain recommendations may be made, including requirements relating to fair analysis and range and scope.
COBS 9.2.1RRP
(1) A firm must take reasonable steps to ensure that a personal recommendation, or a decision to trade, is suitable for its client.(2) When making the personal recommendation or managing his investments, the firm must obtain the necessary information regarding the client's:(a) knowledge and experience in the investment field relevant to the specific type of designated investment or service;(b) financial situation; and(c) investment objectives;so as to enable the firm to make the
COBS 9.2.2RRP
(1) A firm must obtain from the client such information as is necessary for the firm to understand the essential facts about him and have a reasonable basis for believing, giving due consideration to the nature and extent of the service provided, that the specific transaction to be recommended, or entered into in the course of managing:(a) meets his investment objectives;(b) is such that he is able financially to bear any related investment risks consistent with his investment
COBS 9.2.3RRP
The information regarding a client’s knowledge and experience in the investment field includes, to the extent appropriate to the nature of the client, the nature and extent of the service to be provided and the type of product or transaction envisaged, including their complexity and the risks involved, information on:(1) the types of service, transaction and designated investment with which the client is familiar;(2) the nature, volume, frequency of the client’s transactions in
COBS 9.2.4RRP
A firm must not encourage a client not to provide information for the purposes of its assessment of suitability. [Note: article 37(2) of the MiFID implementing Directive]
COBS 9.2.5RRP
A firm is entitled to rely on the information provided by its clients unless it is aware that the information is manifestly out of date, inaccurate or incomplete. [Note: article 37(3) of the MiFID implementing Directive]
COBS 9.2.6RRP
If a firm does not obtain the necessary information to assess suitability, it must not make a personal recommendation to the client or take a decision to trade for him. [Note: article 35(5) of the MiFID implementing Directive]
COBS 9.2.7GRP
Although a firm may not be permitted to make a personal recommendation or take a decision to trade because it does not have the necessary information, its client may still ask the firm to provide another service such as, for example, to arrange a deal or to deal as agent for the client. If this happens, the firm should ensure that it receives written confirmation of the instructions. The firm should also bear in mind the client's best interests rule and any obligation it may have
COBS 9.2.8RRP
(1) If a firm makes a personal recommendation or manages investments for a professional client in the course of MiFID or equivalent third country business, it is entitled to assume that, in relation to the products, transactions and services for which the professional client is so classified, the client has the necessary level of experience and knowledge for the purposes of COBS 9.2.2R (1)(c).(2) If the service consists of making a personal recommendation to a per se professional
COBS 9.2.9RRP
(1) When recommending a small friendly societylife policy, a firm, for the purpose of assessing suitability, need only obtain details of the net income and expenditure of the client and his dependants.(2) A friendly societylife policy is small if the premium:(a) does not exceed £50 a year; or(b) if payable weekly, £1 a week.(3) The firm must keep for five years a record of the reasons why the recommendation is considered suitable.
COBS 6.4.1RRP
1This section applies to a firm when it sells or arranges the sale of a packaged product to a retail client and the firm's services to sell or arrange are not in connection with the provision of a personal recommendation2.2
COBS 6.4.2GRP
Under the territorial application rules in COBS 1, the rules in this section apply to:(1) a UK firm's business carried on from an establishment in an EEA State other than the United Kingdom for a retail client in the United Kingdom unless, if the office from which the activity is carried on were a separate person, the activity:(a) would fall within the overseas persons exclusion in article 72 of the Regulated Activities Order; or(b) would not be regarded as carried on in the United
COBS 6.4.3RRP
(1) If a firm sells or arranges the sale of a packaged product to a retail client, and subsequently if the retail client requests it, the firm must disclose to the client in cash terms:2(a) any commission receivable by it or any of its associates in connection with the transaction; (b) if the firm is also the product provider, any commission or commission equivalent payable in connection with the transaction; and (c) if the firm or any of its associates is in the same immediate
COBS 6.4.4GRP
Where a firm is required to disclose the value of commission equivalent, the value will be at least as high as the amount of any commission.
COBS 6.4.4ARRP
3If the firm or its associate is the pure protection contractinsurer, it may comply with COBS 6.4.3R (1)(b) and (c) by disclosing to the consumer an indicative adviser charge as an alternative to a commission equivalent.
COBS 6.4.4BRRP
3The indicative adviser charge must be at least reasonably representative of the services associated with making the personal recommendation in relation to the pure protection contract.
COBS 6.4.4CGRP
3An indicative adviser charge is likely to be reasonably representative of the services associated with making the personal recommendation if:(1) the expected long term costs associated with making a personal recommendation and distributing the pure protection contract do not include the costs associated with manufacturing and administering the pure protection contract;(2) the allocation of costs and profit to the indicative adviser charge and product charges is such that any
COBS 6.4.5RRP
(1) A firm must make the disclosure required by the rule on disclosure of commission or equivalent (COBS 6.4.3 R) as close as practicable to the time that it sells or arranges the sale of a packaged product.2(2) The firm must make the disclosure:(a) in a durable medium; or(b) when a retail client does not make a written application to enter into a transaction, orally. In these circumstances, the firm must give written confirmation as soon as possible after the date of the transaction,
COBS 6.4.6ERP
(1) When determining the value of cash payments, benefits and services under the rule on disclosure of commission equivalent (COBS 6.4.3 R), a firm should follow the provisions of COBS 6 Annex 6.(2) Compliance with this evidential provision may be relied on as tending to establish compliance with COBS 6.4.3 R; and(3) Contravention of this evidential provision may be relied on as tending to establish contravention of COBS 6.4.3 R.
COBS 1.1.1RRP
1This sourcebook applies to a firm with respect to the following activities carried on from an establishment maintained by it, or its appointed representative, in the United Kingdom:(1) [deleted]33(2) designated investment business;(3) long-term insurance business in relation to life policies;and activities connected with them.
COBS 1.1.1ARRP

3This sourcebook does not apply to a firm with respect to the activity of accepting deposits carried on from an establishment maintained by it, or its appointed representative, in the United Kingdom, except for COBS 4.6 (Past, simulated past and future performance), COBS 4.7.1 R (Direct offer financial promotions), COBS 4.10 (Systems and controls and approving and communicating financial promotions), COBS 13 (Preparing product information) and COBS 14 (Providing product information to clients) which apply as set out in those provisions, COBS 4.1 and the Banking: Conduct of Business sourcebook (BCOBS).

COBS 1.1.1BRRP
4COBS 4.4.3 R, COBS 5 (Distance communications), COBS 15.2 (The right to cancel), COBS 15.3 (Exercising a right to cancel), COBS 15.4 (Effects of cancellation) and COBS 15 Annex 1 (Exemptions from the right to cancel) apply to a firm with respect to the activity of issuing electronic money as set out in those provisions.
COBS 1.1.1CRRP
5The following rules in COBS apply to a firm in relation to its carrying on of auction regulation bidding:(1) COBS 5 (Distance communications);(2) (for a firm that has exercised an opt-in to CASS in accordance with CASS 1.4.9 R in relation only to those clients for which it holds client money or safe custody assets in accordance with CASS) COBS 3 (Client categorisation), COBS 6.1.7 R (Information concerning safeguarding of designated investments belonging to clients and client
COBS 1.1.2RRP
The general application rule is modified in COBS 1 Annex 1 according to the activities of a firm (Part 1) and2 its location (Part 2)2.
COBS 1.1.3RRP
The general rule is also modified in the chapters to this sourcebook for particular purposes, including those relating to the type of firm, its activities or location, and for purposes relating to connected activities.
COBS 1.1.4GRP
Guidance on the application provisions is in COBS 1 Annex 1 (Part 3).
COBS 18.6.1RRP
1This section applies to a firm when it carries on Lloyd's market activities.
COBS 18.6.2RRP
Only COBS 3 (Client categorisation) and the financial promotion rules apply when a firm is carrying out Lloyd's market activities.
COBS 18.6.3GRP
Firms are reminded that syndicate business plans may be used in ways that bring them within the definition of a financial promotion.
COBS 18.6.4RRP
When a firm is carrying on Lloyd's market activities, any reference in COBS to the term:(1) designated investment is to be taken to include the following specified investments:(a) the underwriting capacity of a Lloyd's syndicate;(b) membership of a Lloyd's syndicate; and (c) rights to or interests in the specified investments in (a) or (b);(2) designated investment business is to be taken to include the following regulated activities:(a) advising on syndicate participation at
COBS 18.6.5GRP
Whilst COBS has limited application to Lloyd's market activities, firms conducting Lloyd's market activities are reminded that they are required to comply with the Principles.
COBS 19.2.1GRP
A financial promotion for1 a 1FSAVC should contain a prominent warning that, as an alternative1 an AVC arrangement 1exists, and that details can be obtained from the scheme administrator (if that is the case).1
COBS 19.2.2RRP
When a firm prepares a suitability report it must:(1) (in the case of a personal pension scheme), explain why it considers the personal pension scheme to be at least as suitable as a stakeholder pension scheme; and(2) (in the case of a personal pension scheme, stakeholder pension scheme or2FSAVC) explain why it considers the personal pension scheme, stakeholder pension scheme or2FSAVC to be at least as suitable as any facility to make additional contributions to an occupational
COBS 19.2.3RRP
When a firm promotes a personal pension scheme, including a group personal pension scheme, to a group of employees it must:(1) be satisfied on reasonable grounds that the scheme is likely to be at least as suitable for the majority of the employees as a stakeholder pension scheme; and(2) record why it thinks the promotion is justified.
COBS 13.5.1RRP
1A firm that communicates a projection for an in-force packaged product which is not a financial instrument:(1) must include a standardised deterministic projection; (2) may also include a stochastic projection2 except that the most prominent projection must be a standardised deterministic projection; and2must follow the projectionrules in COBS 13 Annex 2.
COBS 13.5.2RRP
A firm that communicates a projection for a packaged product which is not a financial instrument:2(1) for which a key features illustration2 is not required to be provided; and 2(2) which is not an in-force packaged product;must ensure that such a projection is either a standardised deterministic projection or a stochastic projection2 in accordance with COBS 13 Annex 2. 2
COBS 13.5.3RRP
A firm that communicates a projection of benefits for a packaged product which is not a financial instrument, as part of a combined projection where other benefits being projected include those for a financial instrument or structured deposit, is not required to comply with the projection rules in COBS 13.4, COBS 13.5 and COBS 13 Annex 2 to the extent that it complies with the future performance rule (COBS 4.6.7 R).
COBS 13.5.4GRP
The general requirement that communications be fair, clear and not misleading will nevertheless mean that a firm that elects to comply with the future performance rule in COBS 4.6.7 R will need to explain how the combined projection differs from other information that has been or could be provided to the client, including a projection provided under the projectionrules in COBS 13.4, COBS 13.5 and COBS 13 Annex 2, and in particular, the firm should identify where a projection in
COBS 18.2.1RRP

The provisions of COBS in the table do not apply in relation to any energy market activity or oil market activity carried on by a firm which is MiFID or equivalent third country business:

COBS

Description

36.1A

Adviser charging and remuneration

36.1B

Retail investment product provider requirements relating to adviser charging and remuneration

36.2A

Describing advice services

6.3

Disclosing information about services, fees and commission - packaged products

6.4

Disclosure of charges, remuneration and commission

9.4

Suitability reports

9.6

Special rules for providing basic advice on a stakeholder product

11.6

Use of dealing commission

16.3.9

Guidance on contingent liability transaction

16.5

Quotations for surrender values

16.6

Life insurance contracts - communications to clients

16 Annex 1 R (1) 14

Information to be provided in accordance with COBS 16.2.1 R and 16.3
COBS 18.2.2GRP

The provisions of COBS in the table are unlikely to be relevant to any energy market activity or oil market activity carried on by a firm which is MiFID or equivalent third country business:

COBS

Description

5

Distance communications

7

Insurance mediation

13

Preparing product information

14.2

Providing product information to clients

15

Cancellation

17

Claims handling for long-term care insurance

18.1

Trustee firms' regime

18.3

Corporate finance business

18.4

Stock lending activity

19

Pensions - supplementary provisions

20

With-profits
COBS 18.2.7RRP
1The duty to provide best execution does not apply where:(1) the firm has agreed with a professional client that it does not owe a duty of best execution to him; or(2) the firm relies on another person to whom it passes a customer order for execution to provide best execution, but only if it has taken reasonable care to ensure that he will do so.
COBS 18.2.8RRP
1To provide best execution, a firm must:(1) take reasonable care to ascertain the price which is the best available for the customer order in the relevant market at the time for transactions of the kind and size concerned; and (2) execute the customer order at a price which is no less advantageous to the customer, unless the firm has taken reasonable steps to ensure that it would be in the customer's best interests not to do so.
COBS 18.2.9ERP
(1) 1In order to take reasonable care to ascertain the price which is the best available, a firm:(a) should disregard any charges and commission made by it or its agents that are disclosed to the customer under COBS 6.1.9 R (Information about costs and associated charges);(b) need not have access to competing exchanges, or to all, or a minimum number of, available price sources; but if a firm can access prices displayed by different exchanges and trading platforms and make a direct
COBS 11.4.1RRP
Unless a client expressly instructs otherwise, a firm must, in the case of a clientlimit order in respect of shares admitted to trading on a regulated market which is not immediately executed under prevailing market conditions, take measures to facilitate the earliest possible execution of that order by making public immediately that clientlimit order in a manner which is easily accessible to other market participants. [Note: article 22(2) of MiFID]
COBS 11.4.2GRP
In respect of transactions executed between eligible counterparties, the obligation to disclose clientlimit orders should only apply where the counterparty is explicitly sending a limit order to a firm for its execution. [Note: recital 42 to MiFID]
COBS 11.4.3EURP
An investment firm shall be considered to disclose clientlimit orders that are not immediately executable if it transmits the order to a regulated market or MTF that operates an order book trading system, or ensures that the order is made public and can be easily executed as soon as market conditions allow. [Note: article 31 of MiFID Regulation]
COBS 11.4.4GRP
MAR 5.8.2 EU sets out the conditions required for an arrangement to make clientlimit orders1 public under this section. MAR 5.8.3 G and MAR 5.8.4 G provide guidance on these conditions.1
COBS 11.4.5RRP
The obligation to make public a limit order will not apply to a limit order that is large in scale compared with normal market size. [Note: article 22(2) of MiFID]
COBS 11.4.6GRP
MAR 5.7.10 EU and MAR 5.7.11 EU set out when an order shall be considered large in scale compared with normal market size.
COBS 13.3.1RRP
A key features document must:(1) include enough information about the nature and complexity of the product, how it works, any limitations or minimum standards that apply and the material benefits and risks of buying or investing for a retail client to be able to make an informed decision about whether to proceed; and(2) explain:(a) the arrangements for handling complaints about the product;(b) that compensation might be available from the FSCS if the firm cannot meet its liabilities
COBS 13.3.2RRP

Table

A key features document for a packaged product must:

(1)

Include the title: ‘key features of the [name of product]’;

(2)

describe the product in the order of the following headings, and by giving the following information under those headings:

Heading

Information to be given

‘Its aims’

A brief description of the product’s aims

‘Your commitment’ or ‘Your investment’

What a retail client is committing to or investing in and any consequences of failing to maintain the commitment or investment

‘Risks’

The material risks associated with the product, including a description of the factors that may have an adverse effect on performance or are material to the decision to invest

‘Questions and Answers’

(in the form of questions and answers) the principle terms of the product, what it will do for a retail client and any other information necessary to enable a retail client to make an informed decision.

5[Note: in respect of ‘Risks’, article 185(4) of the Solvency II Directive]
COBS 13.3.3RRP
3A key features document for a short-term money market fund, a money market fund or a qualifying money market fund must include a statement identifying it as such a fund and a statement that the authorised fund's investment objectives and policies will meet the conditions of the definition of short-term money market fund, money market fund or qualifying money market fund, as appropriate.
COBS 13.3.4RRP
4A key features document for a feeder NURS must include:(1) a statement identifying it as such a scheme;(2) information specific to the feeder NURS and its qualifying master scheme which enables investors to understand the qualifying master scheme's key particulars; and(3) a description and explanation of any material differences between the risk profile of the feeder NURS and that of the qualifying master scheme.
COBS 13.3.5GRP
4When producing the key features document, the authorised fund manager of the feeder NURS should have due regard to the provisions in COLL 4.6.8 R (Contents of the simplified prospectus) in terms of additional information appropriate to a feeder NURS and its qualifying master scheme. In particular, the appropriate charges information required by COBS 13.4.1 R and COBS 13 Annex 3 (Charges) should represent the aggregate of the charges of the feeder NURS and its qualifying master
COBS 15.4.1RRP
By exercising a right to cancel, the consumer withdraws from the contract and the contract is terminated.
COBS 15.4.2RRP
(1) This rule applies in relation to a distance contract that is not a life policy, personal pension scheme, cash deposit ISA or CTF.(2) When the consumer exercises his right to cancel he may be required to pay, without any undue delay, for the service actually provided by the firm in accordance with the contract. The performance of the contract may only begin after the consumer has given his approval. The amount payable must not:(a) exceed an amount which is in proportion to
COBS 15.4.3RRP
(1) The firm may require the consumer to pay for any loss under a contract caused by market movements that the firm would reasonably incur in cancelling it. The period for calculating the loss shall end on the day on which the firm receives the notification of cancellation.(2) This rule:(a) does not apply for a distance contract or for a contract established on a regular or recurring premium or payment basis; and(b) only applies if the firm has complied with its obligations to
COBS 15.4.4RRP
The firm must, without any undue delay and no later than within 30 calendar days, return to the consumer any sums it has received from him in accordance with the contract2, except for any amount that the consumer may be required to pay under this section. This period shall begin from the day on which the firm receives the notification of cancellation.2 [Note: article 7(4) of the Distance Marketing Directive]
COBS 15.4.5RRP
The firm is entitled to receive from the consumer any sums and/or property he has received from the firm without any undue delay and no later than within 30 calendar days. This period shall begin from the day on which the consumer dispatches the notification of cancellation. [Note: article 7(5) of the Distance Marketing Directive]
COBS 15.4.6RRP
Any sums payable under this section on cancellation of a contract are owed as simple contract debts and may be set off against each other.
COBS 8.1.1RRP
(1) 1This chapter applies to a firm in relation to designated investment business carried on for:(a) a retail client; and(b) in relation to MiFID or equivalent third country business, a professional client.(2) If expressly provided, this chapter also applies to a firm in relation to other ancillary services carried on for a client, but only in relation to its MiFID or equivalent third country business.(3) But this chapter does not apply to a firm to the extent that it is effecting
COBS 8.1.2RRP
If a firm carries on designated investment business, other than advising on investments or advising on conversion or transfer of pension benefits, 2with or for a new retail client, the firm must enter into a written basic agreement, on paper or other durable medium, with the client setting out the essential rights and obligations of the firm and the client.[Note: article 39 of the MiFID implementing Directive]
COBS 8.1.3RRP
(1) A firm must, in good time before a retail client is bound by any agreement relating to designated investment business or ancillary services or before the provision of those services, whichever is the earlier, provide that client with:(a) the terms of any such agreement; and(b) the information about the firm and its services relating to that agreement or to those services required by COBS 6.1.4 R, including information on communications, conflicts of interest and authorised
COBS 8.1.4RRP
(1) A firm must establish a record that includes the document or documents agreed between it and a client which set out the rights and obligations of the parties, and the other terms on which it will provide services to the client.(2) The record must be maintained for at least whichever is the longer of:(a) 5 years; or(b) the duration of the relationship with the client; or(c) in the case of a record relating to a pension transfer, pension conversion, 2pension opt-out or FSAVC, indefinitely.
COBS 8.1.5RRP
For the purposes of this chapter, a firm may incorporate the rights and duties of the parties into an agreement by referring to other documents or legal texts. [Note: article 19(7) of MiFID and article 39 of the MiFID implementing Directive]
COBS 8.1.6GRP
When considering its approach to client agreements, a firm should be aware of other obligations in the Handbook which may be relevant. These include the fair, clear and not misleading rule and the rules on disclosure of information to a client before providing services and the rules on distance communications (principally in COBS 2.2, 5, 6 and 13).
COBS 4.2.1RRP
(1) A firm must ensure that a communication or a financial promotion is fair, clear and not misleading.(2) This rule applies in relation to:(a) a communication by the firm to a client in relation to designated investment business other than a third party prospectus;(b) a financial promotioncommunicated by the firm that is not:(i) an excluded communication;(ii) a non-retail communication;(iii) a third party prospectus; and(c) a financial promotion approved by the firm.[Note: article
COBS 4.2.2GRP
(1) 1The fair, clear and not misleading rule applies in a way that is appropriate and proportionate taking into account the means of communication and the information the communication is intended to convey. So a communication addressed to a professional client may not need to include the same information, or be presented in the same way, as a communication addressed to a retail client.(2) COBS 4.2.1R(2)(b)1 does not limit the application of the fair, clear and not misleading
COBS 4.2.3GRP
Part 7 (Offences relating to Financial Services) of the Financial Services Act 2012 creates criminal offences relating to certain misleading statements and practices.
COBS 4.2.4GRP
A firm should ensure that a financial promotion:(1) for a product or service that places a client's capital at risk makes this clear;(2) that quotes a yield figure gives a balanced impression of both the short and long term prospects for the investment;(3) that promotes an investment or service whose charging structure is complex, or in relation to which the firm will receive more than one element of remuneration, includes the information necessary to ensure that it is fair, clear
COBS 4.2.5GRP
2A communication or a financial promotion should not describe a feature of a product or service as “guaranteed”, “protected” or “secure”, or use a similar term unless:24(1) that term is capable of being a fair, clear and not misleading description of it; and(2) the firm communicates all of the information necessary, and presents that information with sufficient clarity and prominence, to make the use of that term fair, clear and not misleading.45
COBS 4.2.6RRP
1If, in relation to a particular communication or financial promotion, a firm takes reasonable steps to ensure it complies with the fair, clear and not misleading rule, a contravention of that rule does not give rise to a right of action under section 138D of the Act.